The recent Supreme Court Judgment No. 881/2026 of 9 June clarifies the legal consequences for a purchaser where a company’s directors dispose of essential assets without obtaining the prior approval of the general meeting of shareholders. The Supreme Court confirms that the authorisation required under Article 160(f) of the Spanish Companies Act (Ley de Sociedades […]
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Judgment No. 140/2026 of 15 April delivered by the Madrid Provincial Court addresses one of the issues most frequently arising in connection with the convening of a general meeting of shareholders: the extent of the review that the management body may undertake where a minority shareholder requests a supplement to the notice convening a general […]
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Less than one year after the Single Register of Short-Term Rental Agreements procedure took full effect, established under Royal Decree 1312/2024 of 23 December, the Supreme Court, in Judgment 620/2026 of 19 May 2026, has annulled the Single Register of Short-Term Rental Agreements. This ruling is of particular significance for owners of tourist apartments, managers […]
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The ruling of Binding Tax Ruling V0062-26 issued by the Spanish Directorate-General for Taxes (Dirección General de Tributos, “DGT”) clarifies that the contingent portion of the consideration arising from the transfer of shares or equity interests may also benefit from the exemption under Article 21 of Law 27/2014 of 27 November, on the Spanish Corporate […]
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When planning M&A transactions or corporate restructurings, attention is often focused on the direct taxation of capital gains, the availability of the special tax neutrality regime for mergers and demergers, and the tax treatment of shareholders, all of which are critical considerations when making strategic decisions. However, the indirect tax implications of a transaction must […]
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Within the startup ecosystem, an exit is typically the culmination of years of investment, technological development and value creation. Traditionally, a sale to an established industry operator, commonly referred to as a trade sale, has been regarded as the fastest and, in many cases, the most profitable route for founders and investors. n recent years, […]
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In a recent article, we examined individual substantial modifications of working conditions (SMWCs), including what aspects of employment may be modified and the grounds required to justify such changes, the role of the Employees’ Representatives, how the measure must be communicated, and other key considerations. However, a substantial modification does not always affect a single […]
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A material change to terms and conditions of employment is one of the most powerful, and sensitive, tools in employment law. When properly used, it allows an employer to adapt its organisation to new operational or technological realities without resorting to more drastic measures. However, if improperly implemented, it may be challenged before the employment […]
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One of the key concerns many of our clients have when considering the sale of a company is where to begin. A company sale is a complex transaction involving multiple stages, substantial documentation and strategic decisions, all of which can have a significant impact on both the value of the deal and the likelihood of […]
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The principle of equal pay has become one of the areas of employment law with the greatest practical impact on businesses in recent years. Far from being a novel issue, our legal system already includes obligations such as pay registers, pay audits, equality plans and job evaluation systems, all of which are essentially aimed at […]
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